EXHIBIT 99.1
KCG HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS(1)
(Unaudited)
| | | | | | | | | | | | | | | | |
| | For the three months ended September 30, | | | For the nine months ended September 30, | |
| | 2013 | | | 2012 | | | 2013 | | | 2012 | |
| | (In thousands, except per share amounts) | |
Revenues | | | | | | | | | | | | | | | | |
Trading revenues, net | | $ | 230,471 | | | $ | 92,556 | | | $ | 415,495 | | | $ | 333,737 | |
Commissions and fees | | | 109,079 | | | | 25,542 | | | | 164,391 | | | | 79,487 | |
Interest, net | | | (177 | ) | | | (781 | ) | | | (970 | ) | | | (1,998 | ) |
Investment income and other, net | | | 128,446 | | | | 13,285 | | | | 119,207 | | | | 14,015 | |
| | | | | | | | | | | | | | | | |
Total revenues | | | 467,819 | | | | 130,602 | | | | 698,123 | | | | 425,241 | |
| | | | | | | | | | | | | | | | |
Expenses | | | | | | | | | | | | | | | | |
Employee compensation and benefits | | | 129,631 | | | | 31,875 | | | | 236,983 | | | | 111,395 | |
Execution and clearance fees | | | 81,023 | | | | 42,267 | | | | 167,931 | | | | 144,656 | |
Communications and data processing | | | 44,046 | | | | 21,681 | | | | 86,040 | | | | 67,380 | |
Interest | | | 23,870 | | | | 706 | | | | 26,515 | | | | 2,002 | |
Depreciation and amortization | | | 20,091 | | | | 7,574 | | | | 36,004 | | | | 27,180 | |
Payments for order flow | | | 16,431 | | | | 717 | | | | 17,468 | | | | 2,128 | |
Professional fees | | | 9,077 | | | | 2,575 | | | | 38,928 | | | | 7,690 | |
Occupancy and equipment rentals | | | 8,898 | | | | 3,240 | | | | 15,454 | | | | 8,865 | |
Business development | | | 2,644 | | | | 6 | | | | 2,686 | | | | 19 | |
Writedown of assets and lease loss accrual | | | 936 | | | | — | | | | 4,248 | | | | — | |
Other | | | 11,318 | | | | 5,349 | | | | 30,028 | | | | 19,002 | |
| | | | | | | | | | | | | | | | |
Total expenses | | | 347,965 | | | | 115,990 | | | | 662,285 | | | | 390,317 | |
| | | | | | | | | | | | | | | | |
Income from continuing operations before income taxes | | | 119,854 | | | | 14,612 | | | | 35,838 | | | | 34,924 | |
Income tax (benefit) expense | | | (107,767 | ) | | | 4,805 | | | | (102,478 | ) | | | 10,368 | |
| | | | | | | | | | | | | | | | |
Income from continuing operations, net of tax | | | 227,621 | | | | 9,807 | | | | 138,316 | | | | 24,556 | |
Loss from discontinued operations, net of tax | | | (784 | ) | | | — | | | | (784 | ) | | | — | |
| | | | | | | | | | | | | | | | |
Net income | | $ | 226,837 | | | $ | 9,807 | | | $ | 137,532 | | | $ | 24,556 | |
| | | | | | | | | | | | | | | | |
Basic earnings per share from continuing operations | | $ | 1.99 | | | $ | 0.21 | | | $ | 2.02 | | | $ | 0.49 | |
| | | | | | | | | | | | | | | | |
Diluted earnings per share from continuing operations | | $ | 1.98 | | | $ | 0.21 | | | $ | 2.01 | | | $ | 0.49 | |
| | | | | | | | | | | | | | | | |
Basic loss per share from discontinued operations | | $ | (0.01 | ) | | | — | | | $ | (0.01 | ) | | | — | |
| | | | | | | | | | | | | | | | |
Diluted loss per share from discontinued operations | | $ | (0.01 | ) | | | — | | | $ | (0.01 | ) | | | — | |
| | | | | | | | | | | | | | | | |
Basic earnings per share | | $ | 1.99 | | | $ | 0.21 | | | $ | 2.00 | | | $ | 0.49 | |
| | | | | | | | | | | | | | | | |
Diluted earnings per share | | $ | 1.98 | | | $ | 0.21 | | | $ | 2.00 | | | $ | 0.49 | |
| | | | | | | | | | | | | | | | |
Shares used in computation of basic earnings (loss) per share | | | 114,113 | | | | 46,411 | | | | 68,632 | | | | 49,619 | |
| | | | | | | | | | | | | | | | |
Shares used in computation of diluted earnings (loss) per share | | | 114,773 | | | | 46,411 | | | | 68,855 | | | | 49,619 | |
| | | | | | | | | | | | | | | | |
(1) | Third quarter 2013 includes the results of KCG Holdings, Inc. Year to date 2013 includes three months of results of KCG Holdings, Inc. plus six months of GETCO Holding Company, LLC. All of 2012 reflect the results of GETCO Holding Company, LLC. Certain reclassifications have been made to the prior periods Consolidated Statements of Operations to conform to current presentation. |
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KCG HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Unaudited)
| | | | | | | | |
| | September 30, 2013 | | | December 31, 2012(1) | |
| | | | | (Restated) | |
| | (In thousands) | |
ASSETS | | | | | | | | |
Cash and cash equivalents | | $ | 798,712 | | | $ | 427,631 | |
Cash and securities segregated under federal and other regulations | | | 216,442 | | | | — | |
Financial instruments owned, at fair value: | | | | | | | | |
Equities | | | 2,156,466 | | | | 378,933 | |
Listed options | | | 288,227 | | | | 92,305 | |
Debt securities | | | 79,284 | | | | 183,637 | |
| | | | | | | | |
Total financial instruments owned, at fair value | | | 2,523,977 | | | | 654,875 | |
Collateralized agreements: | | | | | | | | |
Securities borrowed | | | 1,370,921 | | | | 52,261 | |
Receivable from brokers, dealers and clearing organizations | | | 1,330,113 | | | | 142,969 | |
Fixed assets and leasehold improvements, less accumulated depreciation and amortization | | | 161,865 | | | | 83,341 | |
Investments | | | 125,889 | | | | 248,438 | |
Goodwill | | | 18,398 | | | | 4,645 | |
Intangible assets, less accumulated amortization | | | 192,045 | | | | 46,123 | |
Deferred tax asset | | | 169,619 | | | | 4,180 | |
Assets within discontinued operations | | | 6,098,299 | | | | — | |
Other assets | | | 287,015 | | | | 23,073 | |
| | | | | | | | |
Total assets | | $ | 13,293,295 | | | $ | 1,687,536 | |
| | | | | | | | |
LIABILITIES, REDEEMABLE PREFERRED MEMBER’S EQUITY AND EQUITY | | | | | | | | |
Liabilities | | | | | | | | |
Financial instruments sold, not yet purchased, at fair value: | | | | | | | | |
Equities | | $ | 1,848,728 | | | $ | 423,740 | |
Listed options | | | 229,722 | | | | 69,757 | |
Debt securities | | | 79,057 | | | | 19,056 | |
Other financial instruments | | | 5,431 | | | | — | |
| | | | | | | | |
Total financial instruments sold, not yet purchased, at fair value | | | 2,162,938 | | | | 512,553 | |
Collateralized financings: | | | | | | | | |
Securities loaned | | | 543,451 | | | | — | |
Financial instruments sold under agreements to repurchase | | | 595,029 | | | | — | |
| | | | | | | | |
Total collateralized financings | | | 1,138,480 | | | | — | |
Payable to brokers, dealers and clearing organizations | | | 666,178 | | | | 24,185 | |
Payable to customers | | | 486,136 | | | | — | |
Accrued compensation expense | | | 130,158 | | | | 27,728 | |
Accrued expenses and other liabilities | | | 220,648 | | | | 118,068 | |
Capital lease obligations | | | 12,453 | | | | 24,191 | |
Liabilities within discontinued operations | | | 6,006,024 | | | | — | |
Short-term debt | | | 235,000 | | | | — | |
Long-term debt | | | 722,259 | | | | 15,000 | |
| | | | | | | | |
Total liabilities | | | 11,780,274 | | | | 721,725 | |
| | | | | | | | |
Redeemable preferred member’s equity | | | — | | | | 311,139 | |
Equity | | | | | | | | |
Members' equity | | | — | | | | 654,672 | |
Class A common stock | | | 1,235 | | | | — | |
Additional paid-in capital | | | 1,299,907 | | | | — | |
Retained earnings | | | 226,837 | | | | — | |
Treasury stock, at cost | | | (9,811 | ) | | | — | |
Accumulated other comprehensive loss | | | (5,147 | ) | | | — | |
| | | | | | | | |
Total equity | | | 1,513,021 | | | | 654,672 | |
| | | | | | | | |
Total liabilities, redeemable preferred member’s equity and equity | | $ | 13,293,295 | | | $ | 1,687,536 | |
| | | | | | | | |
(1) | GETCO Holding Company, LLC. Certain reclassifications have been made to the prior period Consolidated Statement of Financial Condition to conform to current presentation. |
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KCG HOLDINGS, INC.
PRE-TAX EARNINGS FROM CONTINUING OPERATIONS BY BUSINESS SEGMENT*
(In thousands)
(Unaudited)
| | | | | | | | | | | | | | | | |
| | For the three months ended September 30, | | | For the nine months ended September 30, | |
| | 2013 | | | 2012 | | | 2013 | | | 2012 | |
Market Making | | | | | | | | | | | | | | | | |
Revenues | | $ | 240,110 | | | $ | 107,672 | | | $ | 455,678 | | | $ | 383,203 | |
Expenses | | | 192,257 | | | | 99,458 | | | | 400,070 | | | | 345,227 | |
| | | | | | | | | | | | | | | | |
Pre-tax earnings | | | 47,853 | | | | 8,214 | | | | 55,608 | | | | 37,976 | |
| | | | | | | | | | | | | | | | |
Global Execution Services | | | | | | | | | | | | | | | | |
Revenues | | | 91,366 | | | | 9,258 | | | | 113,701 | | | | 27,248 | |
Expenses | | | 107,720 | | | | 10,378 | | | | 134,949 | | | | 31,087 | |
| | | | | | | | | | | | | | | | |
Pre-tax loss | | | (16,354 | ) | | | (1,120 | ) | | | (21,248 | ) | | | (3,839 | ) |
| | | | | | | | | | | | | | | | |
Corporate and Other | | | | | | | | | | | | | | | | |
Revenues | | | 136,343 | | | | 13,672 | | | | 128,744 | | | | 14,790 | |
Expenses | | | 47,988 | | | | 6,154 | | | | 127,266 | | | | 14,003 | |
| | | | | | | | | | | | | | | | |
Pre-tax earnings | | | 88,355 | | | | 7,518 | | | | 1,478 | | | | 787 | |
| | | | | | | | | | | | | | | | |
Consolidated | | | | | | | | | | | | | | | | |
Revenues | | | 467,819 | | | | 130,602 | | | | 698,123 | | | | 425,241 | |
Expenses | | | 347,965 | | | | 115,990 | | | | 662,285 | | | | 390,317 | |
| | | | | | | | | | | | | | | | |
Pre-tax earnings | | $ | 119,854 | | | $ | 14,612 | | | $ | 35,838 | | | $ | 34,924 | |
| | | | | | | | | | | | | | | | |
* | Totals may not add due to rounding. |
| Third quarter 2013 includes the results of KCG Holdings, Inc. Year to date 2013 includes three months of results of KCG Holdings, Inc. plus six months of GETCO Holding Company, LLC. All of 2012 reflect the results of GETCO Holding Company, LLC. |
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KCG HOLDINGS, INC.
Regulation G Reconciliation of Non-GAAP financial measures (Continuing operations)(1)
(in thousands)
| | | | | | | | | | | | | | | | |
Three months ended September 30, 2013 | | Market Making | | | Global Execution Services | | | Corporate and Other | | | Consolidated | |
Reconciliation of GAAP Pre-Tax to Non-GAAP Pre-Tax: | | | | | | | | | | | | | | | | |
GAAP Income (Loss) from continuing operations before income taxes | | $ | 47,853 | | | $ | (16,354 | ) | | $ | 88,355 | | | $ | 119,854 | |
Gain on investment in Knight Capital Group, Inc. | | | — | | | | — | | | | (127,972 | ) | | | (127,972 | ) |
Compensation and other expenses related to reduction in workforce | | | 2,309 | | | | 15,132 | | | | — | | | | 17,441 | |
Professional and other fees related to Mergers and August 1st technology issue | | | — | | | | — | | | | 7,269 | | | | 7,269 | |
Writedown of assets and lease loss accrual | | | 108 | | | | — | | | | 828 | | | | 936 | |
| | | | | | | | | | | | | | | | |
Non GAAP Income (Loss) from continuing operations before income taxes | | $ | 50,270 | | | $ | (1,222 | ) | | $ | (31,520 | ) | | $ | 17,528 | |
| | | | | | | | | | | | | | | | |
| | | | |
Nine months ended September 30, 2013 | | Market Making | | | Global Execution Services | | | Corporate and Other | | | Consolidated | |
Reconciliation of GAAP Pre-Tax to Non-GAAP Pre-Tax: | | | | | | | | | | | | | | | | |
GAAP Income (Loss) from continuing operations before income taxes | | $ | 55,608 | | | $ | (21,248 | ) | | $ | 1,478 | | | $ | 35,838 | |
Gain on investment in Knight Capital Group, Inc. | | | — | | | | — | | | | (127,972 | ) | | | (127,972 | ) |
Professional and other fees related to Mergers and August 1st technology issue | | | — | | | | — | | | | 44,398 | | | | 44,398 | |
Compensation and other expenses related to reduction in workforce | | | 6,264 | | | | 15,997 | | | | — | | | | 22,261 | |
Unit acceleration due to Mergers | | | — | | | | — | | | | 22,031 | | | | 22,031 | |
Strategic asset impairment | | | — | | | | — | | | | 9,184 | | | | 9,184 | |
Writedown of assets and lease loss accrual | | | 108 | | | | — | | | | 4,525 | | | | 4,633 | |
| | | | | | | | | | | | | | | | |
Non GAAP Income (Loss) from continuing operations before income taxes | | $ | 61,980 | | | $ | (5,251 | ) | | $ | (46,356 | ) | | $ | 10,373 | |
| | | | | | | | | | | | | | | | |
* | Totals may not add due to rounding |
(1) | Third quarter 2013 includes the results of KCG Holdings, Inc. Year to date 2013 includes three months of results of KCG Holdings, Inc. plus six months of GETCO Holding Company, LLC. All of 2012 reflect the results of GETCO Holding Company, LLC. |
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KCG HOLDINGS, INC.
Regulation G Reconciliation of Non-GAAP financial measures (Continuing operations)
(in thousands)
| | | | | | | | | | | | | | | | |
Three months ended September 30, 2012 | | Market Making | | | Global Execution Services | | | Corporate and Other | | | Consolidated | |
Reconciliation of GAAP Pre-Tax to Non-GAAP Pre-Tax: | | | | | | | | | | | | | | | | |
GAAP Income (Loss) from continuing operations before income taxes | | $ | 8,214 | | | $ | (1,120 | ) | | $ | 7,518 | | | $ | 14,612 | |
Investment gain | | | — | | | | — | | | | (11,354 | ) | | | (11,354 | ) |
| | | | | | | | | | | | | | | | |
Non GAAP Income (Loss) from continuing operations before income taxes | | $ | 8,214 | | | $ | (1,120 | ) | | $ | (3,836 | ) | | $ | 3,258 | |
| | | | | | | | | | | | | | | | |
| | | | |
Nine months ended September 30, 2012 | | Market Making | | | Global Execution Services | | | Corporate and Other | | | Consolidated | |
Reconciliation of GAAP Pre-Tax to Non-GAAP Pre-Tax: | | | | | | | | | | | | | | | | |
GAAP Income (Loss) from continuing operations before income taxes | | $ | 37,976 | | | $ | (3,839 | ) | | $ | 787 | | | $ | 34,924 | |
Investment gain | | | — | | | | — | | | | (11,354 | ) | | | (11,354 | ) |
| | | | | | | | | | | | | | | | |
Non GAAP Income (Loss) from continuing operations before income taxes | | $ | 37,976 | | | $ | (3,839 | ) | | $ | (10,567 | ) | | $ | 23,570 | |
| | | | | | | | | | | | | | | | |
* | Totals may not add due to rounding |
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